Peter McMillan
About Peter McMillan
Independent Director of TSI since 2010 (term through 2026), born 1957; Chair of the Nominating & Governance Committee. Co-founder of Pacific Oak Capital Advisors and Temescal Canyon Partners; previously EVP at KBS Capital Advisors (2005–2019), EVP & CIO at Sun America Investments, and Assistant VP at Aetna Life Insurance and Annuity Company with responsibility for fixed income portfolios. Oversees 33 portfolios across the TCW fund complex, indicating broad investment oversight experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| KBS Capital Advisors | Executive Vice President | 2005–2019 | Senior leadership at REIT manager |
| Sun America Investments, Inc. | Executive Vice President & Chief Investment Officer | Prior to 2000 (exact years not specified) | Led investment management, CIO responsibilities |
| Aetna Life Insurance and Annuity Company | Assistant Vice President (fixed income portfolios) | Prior to 1989 | Fixed income portfolio responsibility |
| Willowbrook Capital Group LLC | Co-founder | Formed in 2000 | Investment advisory founding experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Pacific Oak Capital Advisors | Co-founder | Since 2019 | Investment advisory firm |
| Temescal Canyon Partners | Co-founder, Managing Partner & CIO | Since May 2013 | Investment advisory firm |
| Pacific Oak Strategic Opportunity REIT | Director | Past 5 years | Real estate investments |
| Keppel Pacific Oak U.S. REIT | Director | Past 5 years | Real estate investments |
| Pacific Oak Residential Trust | Director | Past 5 years | Real estate investments |
| TCW Metropolitan West Funds | Director | Past 5 years | Mutual fund |
| TCW Funds, Inc. | Director | Past 5 years | Mutual fund |
| TCW ETF Trust | Director | Past 5 years | Exchange-traded fund |
| TCW Private Asset Income Fund | Director | Past 5 years | Closed-end fund |
| TCW DL VII Financing LLC | Director | Past 5 years | Private fund |
Board Governance
- Independent Director; Chair of the Nominating & Governance Committee; member of both the Audit Committee and Nominating & Governance Committee. All members of both committees are Independent Directors .
- Board met five times in FY 2024; Audit Committee met four times; Nominating & Governance Committee met two times .
- Attendance: Each incumbent nominee attended at least 75% of Board and committee meetings in FY 2024 .
- Audit Committee charter amended September 2024; Nominating & Governance charter amended December 2024; both posted on company website .
- Audit Committee includes financially literate members and designated “financial experts” (Rogers, Rooney, Swell); McMillan not designated as an audit committee financial expert .
Fixed Compensation
| Component | Amount | Effective Period | Notes |
|---|---|---|---|
| Independent Director annual fee | $12,500 | Effective March 1, 2024 | Prior level: $17,000 (Jan 1, 2022–Feb 29, 2024) |
| Joint meeting fee (in-person) | $500 per meeting | Effective March 1, 2024 | Prior: $1,000 (Jan 1, 2022–Feb 29, 2024) |
| Telephonic meeting fee | $250 per meeting | Effective March 1, 2024 | Unchanged |
| Board Chair retainer | $4,500 | Effective March 1, 2024 | Prior: $6,600 |
| Board Vice Chair retainer | $3,000 | Effective March 1, 2024 | New supplemental retainer |
| Audit Committee Chair retainer | $750 | Effective March 1, 2024 | Prior: $4,400 |
| Nominating & Governance Chair retainer | $750 | Effective March 1, 2024 | Prior: $2,200 |
| Aggregate compensation from TSI (FY 2024) | $15,750 | FY ended Dec 31, 2024 | Includes $15,750 deferred |
| Total compensation from Fund Complex (CY 2024) | $361,875 | Calendar year 2024 | Includes $318,500 deferred |
- Directors reimbursed for travel and out-of-pocket expenses; Advisor-affiliated employees receive no compensation from TSI .
Performance Compensation
- No performance-based equity grants (RSUs/PSUs), stock options, or bonus programs disclosed for directors; compensation is fixed fees plus meeting and chair retainers .
- Deferred Compensation Plan (effective July 1, 2013): Independent Directors may elect to defer compensation; returns track selected TCW-advised funds; plan is unfunded, unsecured, with lump-sum default distribution .
Other Directorships & Interlocks
| Company | Relationship to TSI | Potential Interlock/Conflict Considerations |
|---|---|---|
| Multiple TCW fund boards (MWF, ETF, TFI, TPAY, DL VII) | Same fund complex; shared advisor/control relationships across complex | Typical for fund complexes; provides continuity but increases time commitments; independence affirmed under NYSE/1940 Act |
| Pacific Oak REITs and Temescal Canyon Partners | External to TCW | No related-party transactions disclosed with TSI; independence from Advisor affirmed |
Expertise & Qualifications
- Senior investment roles across fixed income, REIT management, and investment advisory; oversight of 33 portfolios in the fund complex demonstrates broad governance exposure .
- Not designated as an “audit committee financial expert,” but serves on Audit Committee alongside designated experts, supporting financial oversight .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Dollar Range in TSI | Aggregate Dollar Range (Fund Family) |
|---|---|---|---|---|
| Peter McMillan | 10,000 | <1% | Over $100,000 | Over $100,000 |
- Directors and officers as a group owned 110,490 shares, under 1% of outstanding (as of July 31, 2025) .
- No pledging, hedging, or loans disclosed; independent directors and immediate families did not own Advisor or affiliate securities as of June 30, 2025 .
Governance Assessment
- Strengths: Long tenure (since 2010) with chair role on Nominating & Governance; consistent attendance (≥75%) and active committee service; independence affirmed for all committee members; clear charters updated in 2024 enhance governance transparency .
- Alignment: Direct ownership of 10,000 shares and significant aggregate exposure across the fund family; use of deferred compensation increases long-term economic exposure .
- Compensation: Reduction in board and chair retainers effective March 1, 2024 suggests discipline on director pay; no performance-linked pay or equity grants (limits pay-for-performance analysis but reduces incentive conflicts) .
- Conflicts: Extensive roles across TCW fund complex and external REIT boards raise typical interlock considerations; however, independence under NYSE/1940 Act and lack of Advisor-affiliate security ownership mitigate conflict risks; no related-party transactions disclosed .
RED FLAGS: None specifically disclosed for McMillan (no related-party transactions, no pledging/hedging, and attendance met threshold). Monitoring advisable for time-commitment risk across multiple boards and for any future changes in deferred compensation structures .